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HUNTON & WILLIAMS LLP
111 CONGRESS AVENUE
SUITE 1800
AUSTIN, TEXAS 78701 |
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TEL 512 542 5000 |
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FAX 512 542 5049 |
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LOWELL W. HARRISON |
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DIRECT DIAL: 512 542 5005 |
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EMAIL: LHarrison@hunton.com |
April 1, 2010
Via EDGAR Transmission
Mr. Mark Webb
Legal Branch Chief
Division of Corporation Finance
United States Securities and Exchange Commission
100 F Street, NE
Washington, D.C. 20549
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Re: |
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Hanmi Financial Corporation
Registration Statement on Form S-3
Filed February 3, 2010
File No. 333-164690 |
Dear Mr. Webb:
On behalf of our client, Hanmi Financial Corporation (the Company), we are filing with the
Securities and Exchange Commission (Commission) by electronic transmission the above-referenced
Amendment No. 1 to the Registration Statement on Form S-3. The Form S-3 was originally filed with
the Commission on February 3, 2010.
The above-referenced Amendment No. 1 to the Registration Statement on Form S-3 incorporates
information in response to the comment letter, dated February 17, 2010, from the staff of the
Commission. Those comments are reproduced below in bold and italicized print. The responses of
the Company, produced in regular print, follow the captions and comments set forth in the
referenced comment letter. Where appropriate, the responses below refer to specific pages or
sections of Amendment No. 1. For your reference, we have included with this letter two copies of
Amendment No. 1, of which one copy is marked to show changes from the Registration Statement on
Form S-3 as originally filed.
General
1. Please revise to include updated audited financial statements. Refer to Rule 3-01(c) of
Regulation S-X.
The
section entitled Incorporation of Certain Information by
Reference, beginning on page 1 has been revised to incorporate by reference into the prospectus the Companys
ATLANTA AUSTIN BANGKOK BEIJING BRUSSELS CHARLOTTE DALLAS HOUSTON LONDON LOS ANGELES
McLEAN MIAMI NEW YORK NORFOLK RALEIGH RICHMOND SAN FRANCISCO WASHINGTON
www.hunton.com
Mr. Mark Webb
April 1, 2010
Page 2
Annual Report on Form 10-K for the year ended December 31, 2009, which was filed with the
Commission on March 15, 2010. The Form 10-K includes the Companys audited financial statements as
of and for the year ended December 31, 2009.
2. Please revise to include a discussion of the orders with the banking regulators, including the
steps the company and the bank have made or intend to make in response to such orders. Update all
future amendments as necessary.
Additional information relating to the existing bank regulatory enforcement actions, including
the steps that the Company and its subsidiary bank have made or intend to make in response to such
orders has been provided on page 4 under the heading Hanmi Financial Corporation.
Selling Shareholders, page 7
3. We note that the selling shareholder is a broker-dealer. Please revise to state that the
selling shareholder is an underwriter.
The description of the selling stockholder has been revised to address the Commissions
comment.
We trust that the responses to the Commissions comments included in this letter and
incorporated as necessary into the registration statement adequately address the issues raised by
the Commission. Please do not hesitate to contact us if you have any questions or comments
regarding any of the matters described herein or if we may be of further assistance.
Sincerely,
Lowell W. Harrison
Enclosures
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cc: |
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Gregory Dundass, United States Securities and Exchange Commission
Jay S. Yoo, Hanmi Financial Corporation
Brian E. Cho, Hanmi Financial Corporation |